- Current report filing (8-K)
February 24 2011 - 11:22AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF
1934
Date of report (Date of earliest event reported) February 2, 2011
MASTECH HOLDINGS, INC.
(Exact Name of Registrant as Specified in Its Charter)
Pennsylvania
(State or Other Jurisdiction
of Incorporation)
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001-34099
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26-2753540
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1000 Commerce Drive, Suite 500, Pittsburgh, PA
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15275
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(Address of Principal Executive Offices)
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(Zip Code)
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(412)
787-2100
(Registrants Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (
see
General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers
(e) Adjustment of Compensation of Certain Named Executive Officers
On February 2, 2011, the Compensation Committee (the Committee) of the Board of Directors (the Board) of
Mastech Holdings, Inc. (the Company) approved the following modifications to the annual base salaries and the target annual performance-based bonus amounts for the named executive officers of the Company listed below:
1. The base salary for Thomas B. Moran, Chief Executive Officer and President of the Company, increased to three-hundred and fifty thousand dollars
($350,000) per year from three-hundred and twenty-five thousand dollars ($325,000). Mr. Morans 2011 annual performance-based bonus amount remains at 2010 levels and is based on the achievement of certain revenue and earnings per share
targets. If the Companys financial performance exceeds the target for any of the metrics, the individual will receive a payout based upon the level of performance against the target metrics achieved.
2. The base salary for John J. Cronin, Jr., Chief Financial Officer and Corporate Secretary of the Company, was increased to two-hundred thousand dollars
($200,000) per year from one-hundred and eighty thousand dollars ($180,000). Mr. Cronins 2011 annual performance-based bonus amount remains at 2010 levels and is based on the achievement of certain revenue and earnings per share targets.
If the Companys financial performance exceeds the target for any of the metrics, the individual will receive a payout based upon the level of performance against the target metrics achieved.
The increases are effective as of January 1, 2011. The adjustments are intended to align compensation with similarly situated named executive
officers within the Companys peer group and to reward performance for the fiscal year ended December 31, 2010.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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MASTECH HOLDINGS, INC.
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By:
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/s/ John J. Cronin,
Jr.
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Name:
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John J. Cronin, Jr.
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Title:
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Chief Financial Officer
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February 24, 2011
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